Common use of General and Special Rules A Clause in Contracts

General and Special Rules A. Except as otherwise provided herein, the timing and amount of all distributions shall be determined by the General Partners. No Partner shall have the right to demand and receive any distribution of property other than cash. Notwithstanding any other provision of this Agreement, the General Partners shall have authority to make the following distributions to certain of the Unitholders: First, if the Partnership has realized a savings on Selling Commissions payable by the Partnership with respect to the purchase of Units by a Unitholder of 4,000 or more Units (as more fully set forth in the Prospectus), the General Partners shall make a distribution to such Unitholder equal to the amount of such savings realized by the Partnership. Second, if any interest is earned on a Unitholder's Capital Contribution while it is held in escrow pending recognition as a Unitholder under Article VII, such interest shall be paid by the Partnership to such Unitholder and Profit attributable to such interest shall be allocated in the same manner. B. Subject to all of the special rules of this Section 4.5, if any Partnership property is distributed to the Partners in kind, such Partnership Property first shall be valued on the basis of the fair market value thereof to determine the Profit or Loss that would have resulted if such Partnership property had been sold, and then such Profit or Loss shall be allocated as provided in Section 4.1A, and shall be properly credited or charged to the Capital Accounts of the Partners in accordance with Treas. Reg. ss.1.704-1(b)(2)(iv)(e) or any successor provision thereto. Any Partner entitled to any interest in such assets shall receive such interest as a tenant-in-common with all other Partners so entitled. The fair market value of such assets shall be determined by an independent appraiser who shall be selected by the General Partners.

Appears in 3 contracts

Samples: Limited Partnership Agreement (Brown Benchmark Properties Limited Partnership), Limited Partnership Agreement (Brown Benchmark Properties Limited Partnership), Limited Partnership Agreement (Brown Benchmark Properties Limited Partnership)

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General and Special Rules A. Except as otherwise provided herein, the The timing and amount of all distributions shall be determined by the General Partners. No Partner shall have the right to demand and receive any distribution of property other than cashPartner. Notwithstanding any other provision of this Agreement, the General Partners Partner shall have authority to make the following distributions to certain of the UnitholdersInvestors: First, if the Partnership has realized a savings on Selling Commissions payable by the Partnership with respect to the purchase of Units by a Unitholder of 4,000 or more Units an Investor (as more fully set forth in the Prospectus), the General Partners Partner shall make a distribution to such Unitholder Investor equal to the amount of such savings realized by the Partnership. Second, if any interest is earned on a Unitholderan Investor's Capital Contribution while it is held in escrow pending recognition as a Unitholder an Investor under Article VII, such interest shall be paid by the Partnership to such Unitholder Investor and Profit attributable to such interest shall be allocated in the same manner. B. Subject to all of the special rules of this Section 4.5, if any property or assets of the Partnership property is are distributed to the Partners in kind, such Partnership Property property or assets first shall be valued on the basis of the fair market value thereof to determine the Profit or Loss that would have resulted if such Partnership property or assets had been sold, and then such Profit or Loss shall be allocated as provided in Section 4.1A4.1A and Section 4.1B, and shall be properly credited or charged to the Capital Accounts of the Partners in accordance with Treas. Income Tax Reg. ss.1.704-1(b)(2)(iv)(e) or any successor provision thereto. Any Partner entitled to any interest in such property or assets shall receive such interest as a tenant-in-common with all other Partners so entitled. The fair market value of such property or assets shall be determined by an independent appraiser who shall be selected by the General PartnersPartner. This Section 4.5B governs income tax consequences only and shall not be read or construed as authorizing the distribution in kind of property or assets of the Partnership.

Appears in 2 contracts

Samples: Agreement of Limited Partnership (Redwood Equipment Leasing Income Fund Lp), Agreement of Limited Partnership (Redwood Equipment Leasing Income Fund Lp)

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General and Special Rules A. Except as otherwise provided herein, the timing and amount of all distributions shall be determined by the General Partners. No Partner shall have the right to demand and receive any distribution of property other than cashPartner. Notwithstanding any other provision of this Agreement, the General Partners Partner shall have authority to make the following distributions to certain of the UnitholdersInvestors: First, if the Partnership has realized a savings on Selling Commissions payable by the Partnership with respect to the purchase of Units by a Unitholder of 4,000 or more Units (as more fully set forth in the Prospectus), the General Partners Partner shall make a distribution to such Unitholder Investor equal to the amount of such savings realized by the Partnership. Second, if any interest is earned on a Unitholderan Investor's Capital Contribution while it is held in escrow pending recognition as a Unitholder an Investor under Article VII, such interest shall be paid by the Partnership to such Unitholder Investor and Profit attributable to such interest shall be allocated in the same manner. B. Subject to all of the special rules of this Section 4.5, if any property or assets of the Partnership property is are distributed to the Partners in kind, such Partnership Property property or assets first shall be valued on the basis of the fair market value thereof to determine the Profit or Loss that would have resulted if such Partnership property or assets had been sold, and then such Profit or Loss shall be allocated as provided in Section 4.1A4.1A and Section 4.1B, and shall be properly credited or charged to the Capital Accounts of the Partners in accordance with Treas. Income Tax Reg. ss.1.704-1(b)(2)(iv)(e) or any successor provision thereto. Any Partner entitled to any interest in such property or assets shall receive such interest as a tenant-in-common with all other Partners so entitled. The fair market value of such property or assets shall be determined by an independent appraiser who shall be selected by the General PartnersPartner. This Section 4.5B governs income tax consequences only and shall not be read or construed as authorizing the distribution in kind of property or assets of the Partnership.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Realty Parking Properties Lp), Limited Partnership Agreement (Realty Parking Properties Lp)

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